SEC NEWS DIGEST
Issue 2002-244 December 19, 2002
ENFORCEMENT PROCEEDINGS
SEC FILES SECURITIES FRAUD CHARGES AGAINST U.S. TECHNOLOGIES INC. AND C.
GREGORY EARLS
On Dec. 19, the Commission filed a lawsuit in federal court charging
U.S. Technologies, Inc. (UST), along with its chairman and chief
executive officer, C. Gregory Earls, with securities fraud and other
violations. The Commission is asking the Court to enjoin both
defendants from violating the federal securities laws, to order Earls to
disgorge his ill-gotten gains and pay a civil penalty, and to bar Earls
from serving as an officer or director of any public company.
The Commission's complaint alleges that from June 1998 through August
2002, Earls misappropriated approximately $13.8 million from investors
who believed they were giving Earls money to purchase preferred stock
and warrants from UST. According to the complaint, Earls carried out
this scam through a limited liability company he created called USV
Partners LLC. The complaint charges that Earls falsely told investors
in USV Partners that the entity was created solely to purchase and hold
UST stock and warrants, and that he would not take any management fees.
According to the complaint, Earls lured more than one hundred investors
into giving him more than $20 million to purchase UST stock and warrants
through USV Partners. Although UST badly needed the capital infusion,
according to the complaint, Earls bought only a small portion of the
stock he promised investors. He then allegedly misappropriated $13.8
million of their money by paying himself $4.7 million in management fees
and $9.1 million that he falsely classified as "Legal and Accounting"
expenses. As alleged in the complaint, neither UST nor Earls has ever
publicly disclosed Earls' diversion of these investor funds.
The complaint further charges that Earls and UST made numerous
materially misleading statements and omissions to cover up Earls'
misdeeds. For example, the complaint alleges that while touting Earls'
supposed business experience and acumen, Earls and UST failed to
disclose that he had previously been accused of misappropriating
investor funds in connection with several other companies. Earls and
UST are also charged with failing to reveal the material weaknesses
noted by its independent auditor concerning its internal accounting
controls. Most recently, according to the complaint, Earls and UST
failed to disclose that half of its board of directors resigned in or
about April 2002.
The Commission's complaint charges UST with violating Section 17(a) of
the Securities Act of 1933 (Securities Act), Sections 10(b), 13(a),
13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act of 1934
(Exchange Act), and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-11, and
13a-13. It charges Earls with violating Securities Act Section 17(a),
Exchange Act Sections 10(b) and 13(b)(5), and Exchange Act Rules 10b-5
and 13b2-1. The complaint also charges Earls with aiding and abetting
UST's violations of Exchange Act Sections 10(b), 13(a), 13(b)(2)(A), and
13(b)(2)(b), and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-11, and
13a-13.
In a related criminal proceeding, Earls was charged with securities
fraud, mail fraud, and wire fraud (U.S. v. C. Gregory Earls, No. 02-MAG-
531, SDNY). That case is being prosecuted by the U.S. Attorney's Office
for the Southern District of New York. The Commission thanks the U.S.
Attorney's Office, the Department of Justice, and the United States
Postal Inspection Service for their assistance in the Commission's
investigation of this matter, which is continuing. [SEC v. U.S.
Technologies Inc. and C. Gregory Earls, No. 1:02CV02495 (Robertson, J)
D.D.C.] (LR-17904; AAE Rel. 1695)
SEC SETTLES ADMINISTRATIVE PROCEEDINGS AGAINST A.S. GOLDMEN, ANTHONY
MARCHIANO, AND FOUR FORMER BROKERS, AND BARS TEN OTHER FORMER GOLDMEN BROKERS
AND EMPLOYEES BASED ON CRIMINAL CONVICTIONS
The Commission announced today that it has settled its administrative
proceedings against A.S. Goldmen & Co., Inc. (Goldmen), Anthony J.
Marchiano (Marchiano), Goldmen's former president and owner, and four
former Goldmen brokers, John P. DelCioppo (DelCioppo), John T.
Diasabeyagunawardena (a.k.a. John Abbey), Vincent J. Lia (Lia) and Duane
P. Taylor (Taylor). The Commission also announced that it has barred
ten other former Goldmen brokers and employees from future association
with any broker or dealer. The bars, to which the respondents
consented, were based on criminal convictions obtained by the Manhattan
District Attorney's office (District Attorney) in its prosecution of
massive fraud at Goldmen (People of New York v. A.S. Goldmen & Co.,
Inc., et al., Indictment No. 4772, 1999).
As a result of parallel investigations by the Division of Enforcement
and the District Attorney, the Commission filed its Order Instituting
Proceedings (Order) on July 7, 1999, alleging that the respondents
engaged in various interrelated and illegal schemes between July 1994
and June 1998. The District Attorney charged 43 individuals, including
Goldmen and the respondents in the Commission's administrative
proceeding, with a wide range of state securities law offenses. On
Sept. 1, 1999, the Commission stayed its administrative proceedings
pending the criminal trial. The stay was lifted on July 29, 2002.
Goldmen and Marchiano were both convicted of enterprise corruption and
various other securities related offenses, and agreed to forfeit $8.5
million. Marchiano was sentenced to a maximum prison sentence of 10-30
years. DelCioppo, Abbey, Lia and Taylor all plead guilty, and were
sentenced to incarceration.
In its Order, the Commission alleged that from at least April 1997 to
April 1998, Goldmen and Marchiano conducted an unregistered offering of
over 3 million shares of the common stock of Millennium Sports
Management, Inc., a publicly-traded New Jersey corporation, to Goldmen's
retail clients. The Commission also alleged that Marchiano orchestrated
a scheme to market Millennium stock to Goldmen's retail clients through
a variety of fraudulent and deceptive sales practices, and that
DelCioppo, Abbey, Lia and Taylor knowingly or recklessly participated in
this scheme. The Commission further alleged that Marchiano engaged in a
scheme whereby he resolved client complaints by placing IPO warrants
into the accounts of such complaining clients during various Goldmen
IPOs and controlling the repurchase and resale of those warrants, as
well as certain books and records violations against Goldmen.
Goldmen and Marchiano have agreed to consent, without admitting or
denying any of the allegations against them, to the entry of an order by
the Commission: (1) ordering that Goldmen cease and desist from
committing or causing any violation or future violation of Sections 5
and 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b)
and 17(a) of the Securities Exchange Act of 1934 (Exchange Act), Rules
10b-5, 17a-3 and 17a-4 thereunder, and Rule 101 of Regulation M; (2)
revoking Goldmen's registration as a broker dealer; (3) ordering
Marchiano to cease and desist from committing or causing any violation
or future violation of Sections 5 and 17(a) of the Securities Act,
Section 10(b) of the Exchange Act, Rule 10b-5 thereunder, and Rule 101
of Regulation M; (4) barring Marchiano from association with any broker
or dealer; (5) barring Marchiano from participating in any offering of a
penny stock; and (6) ordering Goldmen and Marchiano, jointly and
severally, to pay disgorgement in the amount of $150,000 into the
District Attorney's criminal restitution fund.
DelCioppo, Abbey, Lia, and Taylor, all consented to the entry of orders
by the Commission whereby each would cease and desist from violating
Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act
and Section 10(b) thereunder, and to be barred from association with any
broker dealer. In addition, the orders imposed disgorgement against
DelCioppo, Abbey, and Lia in the amounts of $25,000, $33,000, and
$8,000, respectively, but waive payment of such amounts and impose no
civil penalty, based upon the sworn representations made by each in
their Statement of Financial Condition other documents submitted to the
Commission.
Ten other former Goldmen brokers and employees, who were not
respondents in the Commission's administrative proceeding, consented to
the entry of orders by the Commission whereby each agreed to be barred
from association with any broker or dealer. They are Vincent
Caracciolo, Stephen H. Kaplan, Salvatore C. Marchiano, John J. Messina,
Stacey Meyers, Christopher D. Panza, Christopher J. Richardson, John
Tripp Sines, III, Stephen E. Sokoloff and Erika Whitman. Each of these
individuals, with the exception of Salvatore C. Marchiano, who was
convicted by jury verdict, were convicted upon the entry of their pleas
of guilty to criminal violations under New York state law involving the
purchase or sale or securities. Based on their criminal convictions,
the Commission ordered that they be barred from future association with
any broker or dealer pursuant to Section 15(b) of the Securities
Exchange Act of 1934. For additional information, see Securities Act
Release No. 7698 and Exchange Act Release No. 41601 (July 7, 1999).
(Rels. 33-8165, 34-47037, File No. 3-9933; 33-8166, 34-47038, File No. 3-
9933; 33-8167, 34-47039, File No. 3-9933; 33-8168, 34-47040, File No. 3-
9933; 33-8169, 34-47041, File No. 3-9933; 34-47042, File No. 3-10978; 34-
47043, File No. 3-10979; 34-47044, File No. 3-10980; 34-47045, File No.
3-10981; 34-47046, File No. 3-10982; 34-47047, File No. 3-10983; 34-
47048, File No. 3-10984; 34-47049, File No. 3-10985; 34-47050, File No.
3-10986; 34-47051, File No. 3-10987)
"STOCK JOCK" ENJOINED AND ORDERED TO PAY $110,000 PENALTY
The Commission announced today that on Dec. 10 a federal court entered a
final judgment that permanently enjoins John R. Luers (Luers) and
BigPlayStocks.com, Inc. (BPS) from violating Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The court
also ordered Luers to pay a civil penalty of $110,000.
From early 1999 until October 2002, Luers operated the internet website,
www.bigplaystocks.com, billing himself "the Stock Jock." Through the
site, he provided paid subscribers with stock-trading recommendations.
The Commission's complaint alleged that Luers represented to subscribers
that the recommendations were produced by a staff of multiple
professional traders, when in fact Luers alone produced them and was not
a professional trader. The complaint also alleged that Luers falsely
represented that the recommendations were highly successful and that he
frequently made and profited from the recommended trades. The complaint
further alleged that Luers operated a fake "live trading room" on the
site, claiming that this feature allowed subscribers to observe and
mimic him as he made profitable trades in "real time" when most of the
trades were actually hypothetical.
Luers and BPS never answered the complaint, which was filed in September
2001. The Commission obtained the judgment in default proceedings,
based on the complaint's unanswered allegations. (For more detail on
case, see Litigation Release No. 17147.) [SEC v. BigPlayStocks.com,
Inc. and John R. Luers, Civil Action No. 01-CV-949 (E.D. Wis.)] (LR-
17901)
SEC ENTERS FINAL JUDGMENT AGAINST FORMER CENTRAL MAINE POWER EMPLOYEE FOR
INSIDER TRADING AND ORDERS DISGORGEMENT OF PROFITS
The Commission today announced that on Dec. 2, 2002, the United States
District Court for the District of Maine entered a final judgment
against David M. Brooks of Winthrop, Maine, permanently enjoining him
from securities law violations and ordering disgorgement of his trading
profits from alleged insider trading. The judgment was entered with the
consent of the defendant, who neither admitted nor denied the
allegations of the Commission's complaint. The court's action concludes
the Commission's lawsuit against Brooks for illegal insider trading in
the common stock of CMP Group, Inc. based on information he received
about an upcoming merger while employed by CMP.
The Commission's complaint alleged that Brooks, then a financial analyst
for Central Maine Power Company, a subsidiary of CMP, invested more than
$80,000 in the CMP stock fund through his 401(k) plan on June 14, 1999,
the day before CMP publicly announced its plan to merge with Energy East
Corporation. According to the complaint, on the day before his purchase
Brooks received a highly unusual call at home from his supervisor
requesting him to come into the office immediately to provide certain
financial information to Central Maine's Coordinator of Financial
Communications. The following day, Brooks discussed the financial
information he had gathered with Central Maine's Corporate Treasurer.
Immediately afterward, the complaint alleges, he ordered the move of his
assets to the CMP stock fund. According to the complaint, Brooks'
transfer of funds was an abrupt reversal of an investment order he had
made late on Friday. Before his Sunday visit to the office, Brooks had
ordered that all his 401(k) assets be transferred to a money market fund
so that none would be in the CMP stock fund. After his discussions on
Sunday and Monday, Brooks canceled that order and instead transferred
half his assets into the CMP stock fund. The following day, June 15,
Energy East and CMP publicly announced that their companies had signed a
merger agreement and the price of CMP stock rose approximately 28%.
Brooks allegedly made a profit of $21,117 through his illegal insider
trading.
The Court's final order in this case permanently enjoins Brooks from
violations of Section 10(b) and Rule 10b-5 of the Securities Exchange
Act of 1934, provisions of the federal securities laws which prohibit
fraudulent conduct. In addition, the order requires Brooks to disgorge
$21,117, representing his total profits from his CMP trading, plus
prejudgment interest of $5,270. Based on Brooks' sworn financial
statements, all but $10,852 of the total amount was waived.
This is the final settlement in two insider trading actions brought
against Central Maine employees arising from CMP's merger with Energy
East. For further information see SEC v. David M. Brooks, Litigation
Release No. 16893/Feb. 8, 2001; SEC v. Robert K. Gasper and James D.
Fairfield, Litigation Release No. 16972/April 23, 2001. [SEC v. David
M. Brooks, USDC, District of Maine, C.A. No. 01-26-B-S] (LR-17902)
INVESTMENT COMPANY ACT RELEASES
AB FUNDS TRUST AND SBC FINANCIAL SERVICES, INC.
An order has been issued on an application filed by AB Funds Trust and
SBC Financial Services, Inc. for an exemption from Section 15(a) of the
Investment Company Act and Rule 18f-2 under the Act. The order permits
the applicants to enter into and materially amend subadvisory agreements
without shareholder approval and grants relief from certain disclosure
requirements. (Rel. IC-25848 - Dec. 17)
AIG LIFE INSURANCE COMPANY, ET AL.
An order has been issued pursuant to Section 6(c) of the Investment
Company Act granting exemptions from Sections 2(a)(32), 22(c) and
27(i)(2)(A) of the Act and Rule 22c-1 thereunder, to AIG Life Insurance
Company and its Variable Account I, American International Life
Insurance Company of New York, AIG SunAmerica Life Assurance Company
(AIG SunAmerica) and its separate account Variable Annuity Account Nine
(Variable Account Nine), First SunAmerica Life Insurance Company (FSLIC)
and its separate account FS Variable Separate Account (FS Separate
Account), The Variable Annuity Life Insurance Company (VALIC) and its
separate account VALIC Separate Account (VALIC Separate Account), and
AIG Equity Sales Corp. (AIGESC) (collectively, the Applicants). The
order amended an existing order (Investment Company Act Release No.
24748, dated Nov. 22, 2000, File No. 812-11982) (Existing Order) to: a)
extend the Existing Order to AIG SunAmerica, Variable Account Nine,
FSLIC, FS Separate Account, VALIC and VALIC Separate Account
(collectively Additional Applicants) (AIG SunAmerica, FSLIC and VALIC
are collectively referred to herein as Additional Life Company
Applicants); b) permit, under specific circumstances, the recapture of
certain credits applied to premium payments made under the flexible
premium deferred variable annuity contracts (Contracts) to be issued by
Additional Applicants; c) extend the relief granted by the Existing
Order to any National Association of Securities Dealers, Inc. member
broker-dealer controlling or controlled by, or under common control
with, any Additional Life Company Applicant, whether existing or created
in the future, that serves as a distributor or principal underwriter of
the Contracts offered by Additional Applicants; d) expand the
definition of "Future Contracts" to include contracts to be issued by
any Additional Life Company Applicants that are substantially similar in
all material respects to the deferred variable annuity contracts covered
by the Existing Order; and e) expand the definition of "Other Accounts"
to include any existing or future separate accounts of Additional Life
Company Applicants. (Rel. IC-25849 - Dec. 17)
ALTERNATIVE INVESTMENT PARTNERS, ET AL.
The Commission has issued an order to Alternative Investment Partners,
LLC, et al. under Section 9(c) of the Investment Company Act exempting
applicants from Section 9(a) of the Act, with respect to a securities-
related preliminary injunction entered into on Nov. 13, 2002. (Rel. IC-
25850 - Dec. 18)
HOLDING COMPANY ACT RELEASES
MISSISSIPPI POWER COMPANY
An order has been issued authorizing a proposal filed by Mississippi
Power Company, a wholly-owned subsidiary of The Southern Company, a
registered holding company, to issue and sell from time-to-time, prior
to March 31, 2006, short-term and/or long-term notes to lenders,
commercial paper to or through dealers and/or issue non-negotiable
promissory notes to public entities for their revenue anticipation notes
in an aggregate principal amount at any one time outstanding of up to
$500 million. (Rel. 35-27616)
GEORGIA POWER COMPANY
An order has been issued authorizing a proposal filed by Georgia Power
Company, a wholly-owned subsidiary of The Southern Company, a registered
holding company, to issue and sell from time-to-time, prior to March 31,
2006, short-term notes to lenders, commercial paper to or through
dealers and/or issue non-negotiable promissory notes to public entities
for their revenue anticipation notes in an aggregate principal amount at
any one time outstanding of up to $3.2 billion. (Rel. 35-27617)
SAVANNAH ELECTRIC POWER COMPANY
An order has been issued authorizing a proposal filed by Savannah
Electric Power Company, a wholly-owned subsidiary of The Southern
Company, a registered holding company, to issue and sell from time-to-
time, prior to March 31, 2006, short-term notes to lenders, commercial
paper to or through dealers and/or issue non-negotiable promissory notes
to public entities for their revenue anticipation notes in an aggregate
principal amount at any one time outstanding of up to $120 million.
(Rel. 35-27618)
THE SOUTHERN COMPANY
AND SOUTHERN POWER COMPANY
A supplemental order has been issued authorizing a proposal by the
Southern Company (Southern), a registered holding company, and Southern
Power Company (Southern Power), a public utility subsidiary company of
Southern (collectively, Applicants). Southern Power has been authorized
to sell to the Heard County, Georgia (Heard County) certain electric
generating facilities. Southern Power also has been authorized to
concurrently lease back those facilities from Heard County for a period
of 20 years. (Rel. 35-27619)
ALLIANT ENERGY CORPORATION, ET AL.
A supplemental order has been issued approving certain changes to
conditions imposed under a prior Commission order dated October 3, 2001
(HCAR No. 27448) relating to securities issuances by Alliant Energy
Corp., a registered holding company. (Rel. 35-27620)
NORTHEAST UTILITIES, ET AL.
A supplemental order has been issued authorizing a proposal by Northeast
Utilities (NU), a registered holding company, and NU's wholly-owned
subsidiaries, Northeast Utilities Service Company and NU Enterprises,
Inc. (NUEI) to extend the period, from December 31, 2002, until
September 30, 2003, during which NU and NUEI can issue guarantees or
provide similar forms of credit support or enhancements to NUEI, NUEI's
nonutility subsidiaries or NU's other to-be-formed direct or indirect
energy-related companies, as defined in Rule 58 of the Act. (Rel. 35-
27621)
AMERICAN ELECTRIC POWER COMPANY INC., ET AL.
An order has been issued authorizing American Electric Power Company
(AEP), a registered holding company under the Act, and Central and South
West Corporation, a wholly owned subsidiary of AEP and a registered
holding company under the Act, American Electric Power Service
Corporation, AEP Generating Company, Appalachian Power Company, Central
Power and Light Company, Columbus Southern Power Company, Indiana
Michigan Power Company, Kentucky Power Company, Kingsport Power Company,
Ohio Power Company, Public Service Company of Oklahoma, Southwestern
Electric Power Company, West Texas Utilities Company, Wheeling Power
Company, and a number of nonutility, direct and indirect, subsidiaries
of AEP (collectively, Applicants) for various financing transactions
through March 31, 2006. The order includes authority to issue short-term
debt, issue long-term debt, organize financing entities for certain
types of financings, continue the system money pool for utility
subsidiaries, create a system money pool for nonutility subsidiaries,
issue guarantees and other forms of credit support, enter into hedging
transactions, and pay dividends out of capital or unearned surplus.
(Rel. 35-27623)
SELF-REGULATORY ORGANIZATIONS
PROPOSED RULE CHANGES
The National Association of Securities Dealers filed a proposed rule
change (SR-NASD-2002-166) and Amendment No. 1 thereto, pursuant to
Section 19(b)(1) of the Securities Exchange Act of 1934 relating to
margin rule amendments for security futures contracts. Publication of
the proposal is expected in the Federal Register during the week of Dec.
23. (Rel. 34-46995)
The Commission published for comment a proposed rule change of the
Pacific Stock Exchange (SR-PCX-2002-74) relating to two new order types
on the Archipelago Exchange. Publication of the proposal is expected in
the Federal Register during the week of Dec. 23. (Rel. 34-47010)
APPROVAL OF PROPOSED RULE CHANGES
The Commission granted approval to a proposed rule change (SR-NASD-2002-
59) submitted by the National Association of Securities Dealers relating
to a new trade report modifier to be attached to trades whose prices
exceed certain parameters. Publication of the proposal is expected in
the Federal Register during the week of Dec. 23. (Rel. 34-47003)
The Commission granted approval of proposed rule changes (SR-GSCC-2002-
09 and SR-MBSCC-2002-01) filed by the Government Securities Clearing
Corporation and MBS Clearing Corporation under Section 19(b)(1) of the
Securities Exchange Act of 1934. The order allows the merger of MBSCC
into GSCC to form the Fixed Income Clearing Corporation. Publication of
the proposal is expected in the Federal Register during the week of Dec.
23. (Rel. 34-47015)
The Commission approved a proposed rule change (SR-NASD-2002-153) and
Amendment No. 1 thereto submitted by the National Association of
Securities Dealers, through its subsidiary, the Nasdaq Stock Market,
Inc., to extend Manning protection to customer limit orders in all
securities quoted on the Over-the-Counter Bulletin Board on a permanent
basis. (Rel. 34-47008)
IMMEDIATE EFFECTIVENESS OF PROPOSED RULE CHANGES
A proposed rule change (SR-Amex-2002-103) filed by the American Stock
Exchange relating to the minimum size of listing qualification panels
has become effective under Section 19(b)(3)(A) of the Securities
Exchange Act of 1934. Publication of the proposal is expected in the
Federal Register during the week of Dec. 23. (Rel. 34-47007)
A proposed rule change (SR-NASD-2002-179) filed by the National
Association of Securities Dealers modifying the Reserve Size Refresh
function in Nasdaq's SuperMontage System has become immediately
effective under Section 19(b)(3)(A) of the Securities Exchange Act of
1934. Publication of the proposal is expected in the Federal Register
during the week of Dec. 23. (Rel. 34-47011)
The National Association of Securities Dealers filed a proposed rule
change (SR-NASD-2002-169) to modify maximum execution fees and credits
for SuperMontage transactions in low-priced securities. Publication of
the proposal is expected in the Federal Register during the week of Dec.
23. (Rel. 34-47012)
ACCELERATED APPROVAL OF A PROPOSED RULE CHANGES
The Commission granted accelerated approval to a proposed rule change
(SR-NASD-2002-175) and Amendment No. 1 thereto submitted by the National
Association of Securities Dealers under relating to the Listing and
Trading of Market Recovery Notes Linked to the Nasdaq-100 Index.
Publication of the proposal is expected in the Federal Register during
the week of Dec. 23. (Rel. 34-47009)
The Commission granted accelerated approval of a proposed rule change
(SR-SCCP-2001-12) filed by the Stock Clearing Corporation of
Philadelphia under Section 19(b)(1) of the Exchange Act. The proposed
rule change allows SCCP to continue operation of its restructured and
limited clearance and settlement business for an additional one year
period ending Dec. 31, 2003. Publication of the proposal is expected in
the Federal Register during the week of Dec. 23. (Rel. 34-47016)
WITHDRAWAL GRANTED
An order has been issued granting the application of Huntsman Polymers
Corporation to withdraw its 11 _% Senior Notes (due 2004), from listing
and registration on the New York Stock Exchange, effective at the
opening of business on Dec. 18, 2002. (Rel. 34-47006A)
WITHDRAWALS SOUGHT
A notice has been issued giving interested persons until Jan. 10, 2003,
to comment on the application of Scania Aktiebolag to withdraw its
American Depository Shares (each representing on A or B share, nominal
value SEK 10 each) from listing and registration on the New York Stock
Exchange. (Rel. 34-47019)
A notice has been issued giving interested persons until Jan. 10, 2003,
to comment on the application of El Paso Electric Company to withdraw
its Common Stock, no par value, from listing and registration on the
American Stock Exchange. (Rel. 34-47020)
SECURITIES ACT REGISTRATIONS
The following registration statements have been filed with the SEC under
the Securities Act of 1933. The reported information appears as
follows: Form, Name, Address and Phone Number (if available) of the
issuer of the security; Title and the number and/or face amount of the
securities being offered; Name of the managing underwriter or depositor
(if applicable); File number and date filed; Assigned Branch; and a
designation if the statement is a New Issue.
Registration statements may be obtained in person or by writing to the
Commission's Public Reference Branch at 450 Fifth Street, N.W.,
Washington, D.C. 20549 or at the following e-mail box address:
. In most cases, this information is also available
on the Commission's website: .
S-8 JDA SOFTWARE GROUP INC, 14400 N 87TH ST, SCOTTSDALE, AZ, 85260,
4083083000 - 750,000 ($6,885,000.00) Equity, (File 333-101920 -
Dec. 18) (BR. 03)
S-1 TODCO, 4 GREENWAY PLAZA, HOUSTON, TX, 77046, 7132327500 -
0 ($250,000,000.00) Equity, (File 333-101921 - Dec. 18) (BR. )
N-2 JOHN HANCOCK PREFERRED INCOME FUND II, 101 HUNTINGTON AVENUE, BOSTON,
MA, 02199, 6173751617 - 40 ($1,000,000.00) Equity, (File 333-101956 -
Dec. 18) (BR. 17)
S-3 REGENERATION TECHNOLOGIES INC, ONE INNOVATION DR, ALACHUA, FL, 32615,
9044188888 - 0 ($35,454,000.00) Equity, (File 333-101957 - Dec. 18)
(BR. 01)
S-8 CYBER CARE INC, 2500 QUANTUM LAKE DRIVE, SUITE 1000, BOYNTON BEACH, FL,
33426, 5677425000 - 2,000,000 ($140,000.00) Equity, (File 333-101958 -
Dec. 18) (BR. 01)
S-3 SSP SOLUTIONS INC, 17861 CARTWRIGHT ROAD, IRVINE, CA, 92614,
9498511085 - 3,036,246 ($2,019,103.00) Equity, (File 333-101959 -
Dec. 18) (BR. 03)
SB-2 ACTO DIGITAL VIDEO USA INC, 4,473,825 ($11,184,562.00) Equity,
(File 333-101960 - Dec. 18) (BR. )
S-8 AMERUS GROUP CO/IA, 699 WALNUT STREET, DES MOINES, IA, 50309,
5153623600 - 0 ($30,000,000.00) Other, (File 333-101961 - Dec. 18)
(BR. 01)
S-8 NETWORK EQUIPMENT TECHNOLOGIES INC, 6500 PASEO PADRE PARKWAY, FREMONT,
CA, 94555, 5107137300 - 3,075,000 ($12,238,500.00) Equity,
(File 333-101962 - Dec. 18) (BR. 03)
S-3 GENVEC INC, 65 W WATKINS MILL RD, GAITHERSBURG, MD, 20878, 2406320740 -
0 ($25,000,000.00) Equity, (File 333-101963 - Dec. 18) (BR. 01)
S-8 VA SOFTWARE CORP, 47071 BAYSIDE PARKWAY, FREMONT, CA, 94538,
4085428000 - 3,404,105 ($4,261,254.40) Equity, (File 333-101965 -
Dec. 18) (BR. 03)
S-8 US MICROBICS INC, 5922 B FARNSWORTH COURT, CARLSBAD, CA, 92008,
7609181860 - 10,000,000 ($650,000.00) Equity, (File 333-101966 -
Dec. 18) (BR. 01)
S-8 AMERICAN INTERNATIONAL GROUP INC, 70 PINE ST, NEW YORK, NY, 10270,
2127707000 - 0 ($1,489,250,000.00) Equity, (File 333-101967 - Dec. 18)
(BR. 01)
N-2 EVERGREEN INCOME ADVANTAGE FUND, 200 BERKELEY STREET, BOSTON, MA,
02116, 6172103200 - 2,000,000 ($30,000,000.00) Equity,
(File 333-101968 - Dec. 18) (BR. )
S-3 ANTHEM INC, 120 MONUMENT CIRCLE, INDIANAPOLIS, IN, 46204, 3174886000 -
0 ($1,000,000,000.00) Unallocated (Universal) Shelf, (File 333-101969 -
Dec. 18) (BR. 01)
S-8 COYOTE VENTURES CORP, P.O. BOX 73575 1014 ROBSON STREET,
VANCOUVER, BC CANADA, V6E 4L9, 604-608-3831 -
1,736,250 ($11,806,500.00) Equity, (File 333-101970 - Dec. 18) (BR. 09)
S-3 SUREBEAM CORP, 9276 SCRANTON ROAD, SUITE 600, SAN DIEGO, CA, 92121,
8585529480 - 6,595,389 ($28,261,241.87) Equity, (File 333-101971 -
Dec. 18) (BR. 36)
S-8 TENNECO AUTOMOTIVE INC, 500 NORTH FIELD DRIVE, LAKE FOREST, IL, 60045,
847-482-50 - 0 ($8,320,000.00) Equity, (File 333-101973 - Dec. 18)
(BR. 05)
S-3 JKC GROUP INC, 1385 BROADWAY, 24TH FLOOR, NEW YORK, NY, 10018,
2125645865 - 64,300,000 ($64,300,000.00) Equity, (File 333-101974 -
Dec. 18) (BR. 02)
S-8 COMPASS BANCSHARES INC, 15 SOUTH 20TH ST, P O BOX 10566, BIRMINGHAM,
AL, 35233, 2059333000 - 200,000 ($6,190,000.00) Equity,
(File 333-101975 - Dec. 18) (BR. 07)
S-1 ACCPAC INTERNATIONAL INC, 2525 AUGUSTINE DRIVE, SANTA CLARA, CA, 95054,
4085628800 - 0 ($40,000,000.00) Equity, (File 333-101976 - Dec. 18)
(BR. 03)
RECENT 8K FILINGS
Form 8-K is used by companies to file current reports on the following events:
Item 1. Changes in Control of Registrant.
Item 2. Acquisition or Disposition of Assets.
Item 3. Bankruptcy or Receivership.
Item 4. Changes in Registrant's Certifying Accountant.
Item 5. Other Materially Important Events.
Item 6. Resignations of Registrant's Directors.
Item 7. Financial Statements and Exhibits.
Item 8. Change in Fiscal Year.
Item 9. Regulation FD Disclosure.
The following companies have filed 8-K reports for the date indicated and/or
amendments to 8-K reports previously filed, responding to the item(s) of the form
specified. 8-K reports may be obtained in person or by writing to the
Commission's Public Reference Branch at 450 Fifth Street, N.W., Washington, D.C.
20549 or at the following e-mail box address: . In most
cases, this information is also available on the Commission's website:
.
STATE 8K ITEM NO.
NAME OF ISSUER CODE 1 2 3 4 5 6 7 8 9 DATE COMMENT
------------------------------------------------------------------------------------
A NOVO BROADBAND INC OH X X 12/18/02
AEGIS REALTY INC MD X X 12/18/02
AGWAY INC DE X X 12/18/02
AIRSPAN NETWORKS INC WA X X 10/04/02 AMEND
ALLERGAN INC DE X X 12/18/02
AMB PROPERTY CORP MD X X 12/11/02
AMB PROPERTY LP DE X X 12/11/02
AMERICA ONLINE LATIN AMERICA INC DE X X 12/14/02
AMERICABILIA COM INC FL X 12/15/02
AMERICAN MORTGAGE ACCEPTANCE CO MA X X 12/18/02
AMERITRADE HOLDING CORP DE X X 12/17/02
AMREIT INC MD X 12/31/02
APOGENT TECHNOLOGIES INC WI X X 12/18/02
APPLIED MICROSYSTEMS CORP /WA/ WA X X 12/16/02
ARBITRON INC DE X X 12/13/02
ARCH COAL INC DE X 12/18/02
ARCHON CORP NV X X 12/18/02
ATMOS ENERGY CORP TX X X 12/03/02 AMEND
AVNET INC NY X X 12/17/02
BANC OF AMERICA MORTGAGE SECURITIES I DE X X 12/17/02
BANK OF GRANITE CORP DE X X 12/18/02
BANK OF NEW YORK CO INC NY X X 12/31/02
BERKSHIRE HILLS BANCORP INC X X 12/17/02
CABOT INDUSTRIAL PROPERTIES LP DE X 12/16/02
CAPITOL FEDERAL FINANCIAL X X 12/18/02
CENTIV INC GA X X 12/16/02
CHITTENDEN CORP /VT/ VT X 12/05/02
CIRCUIT RESEARCH LABS INC AZ X 12/16/02
CLARENT CORP/DE DE X X X 12/13/02
COASTAL BANCORP INC TX X 12/17/02
COLDWATER CREEK INC DE X 12/16/02
COMPEX TECHNOLOGIES INC MN X X 12/16/02
CONSECO INC IN X X 12/17/02
CORIXA CORP DE X X 12/17/02
CREDIT SUISSE FIRST BOSTON MORTGAGE A DE X 12/18/02
CRESTED CORP CO X X 12/16/02
CURAGEN CORP DE X 11/22/02
CWABS INC DE X X 12/16/02
CWABS INC DE X X 12/16/02
CWABS INC DE X X 12/16/02
CYTYC CORP DE X X 12/17/02
DARDEN RESTAURANTS INC FL X X 12/17/02
DATA TRANSLATION INC /NEW/ DE X 12/18/02
DATATRAK INTERNATIONAL INC OH X X 12/17/02
DORCHESTER HUGOTON LTD TX X 12/17/02
DYNTEK INC DE X 12/10/02
ECHOSTAR COMMUNICATIONS CORP NV X 12/18/02
ELITE PHARMACEUTICALS INC /DE/ DE X X 12/18/02
EMPIRE DISTRICT ELECTRIC CO KS X 12/18/02
FIDELITY BANCORP INC PA X X X 12/17/02
FINGERHUT RECEIVABLES INC DE X 12/18/02 AMEND
FIRST COMMERCE CORP NC X X 12/18/02
FIRST COMMUNITY BANCSHARES INC /IN IN X 12/18/02
FIRST INTERSTATE BANCSYSTEM INC MT X 12/18/02
FIRST SOUTHERN BANCSHARES INC/DE DE X X 12/17/02
FIRST STATE BANCORPORATION NM X X 12/17/02
FIRST UNION COMMERCIAL MORTGAGE PASS NC X X 12/13/02
FIRST UNION NATIONAL BANK COM MORT PA NC X X 12/13/02
FIRSTFED FINANCIAL CORP DE X 11/30/02
FMC CORP DE X X 12/18/02
FOREST OIL CORP NY X X 12/16/02
FRANKLIN FINANCIAL CORP /TN/ TN X X 12/10/02
FSI INTERNATIONAL INC MN X X 12/17/02
GEORGIA PACIFIC CORP GA X X 06/13/02
GERBER SCIENTIFIC INC CT X 12/18/02
GLYCOGENESYS INC NV X X 12/13/02
GOLDFIELD CORP DE X X 12/04/02 AMEND
GS MORTGAGE SECURITIES CORP DE X X 12/16/02
HADRO RESOURCES INC NV X 11/21/02 AMEND
HADRO RESOURCES INC NV X 12/18/02 AMEND
HALLIBURTON CO DE X 12/17/02
HAWAIIAN ELECTRIC INDUSTRIES INC HI X 12/17/02
HAYES LEMMERZ INTERNATIONAL INC DE X X 12/16/02
HOLLYWOOD CASINO CORP DE X X 12/18/02
HOLLYWOOD CASINO SHREVEPORT LA X X 12/18/02
HOLLYWOOD ENTERTAINMENT CORP OR X X 12/13/02
HOOVERS INC DE X 12/18/02
IBERIABANK CORP LA X X 12/17/02
IDACORP INC ID X 12/18/02
INTERNATIONAL TOTAL SERVICES INC OH X X 12/16/02
INTERNATIONAL TOTAL SERVICES INC OH X X 12/16/02
INTERSTATE BAKERIES CORP/DE/ DE X X 12/17/02
INTERVISUAL BOOKS INC /CA CA X X 12/06/02
ITT EDUCATIONAL SERVICES INC DE X 12/18/02
JKC GROUP INC NY X 11/07/02 AMEND
KCS ENERGY INC DE X X 12/13/02
LA JOLLA PHARMACEUTICAL CO DE X X 12/17/02
M & F WORLDWIDE CORP DE X X 12/18/03
MBNA CORP MD X 12/18/02
MERIX CORP OR X X 12/18/02
METASOURCE GROUP INC NV X X X 12/04/02
METRIS COMPANIES INC DE X 12/15/02
MONSANTO CO /NEW/ DE X X 12/18/02
MOTOROLA INC DE X 12/18/02
MOVIE GALLERY INC DE X X 12/16/02
NDCHEALTH CORP DE X X 12/18/02
NETIQ CORP X X 12/09/02
NETMASTER INC NV X X 12/17/02
NEWELL RUBBERMAID INC DE X X 12/18/02
NEXELL THERAPEUTICS INC DE X X 12/18/02
NEXIQ TECHNOLOGIES INC NH X 12/12/02
NMXS COM INC DE X X 12/03/02 AMEND
ONELINK INC MN X X 12/11/02
PANACO INC DE X X 12/18/02
PAXSON COMMUNICATIONS CORP DE X X 12/16/02
POLYONE CORP X X 12/17/02
RESIDENTIAL ASSET SECURITIES CORP DE X X 12/18/02
RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 12/18/02
RESIDENTIAL FUNDING MORTGAGE SECURITI DE X X 12/18/02
RESTORAGEN INC DE X 12/17/02
RICHARDSON ELECTRONICS LTD/DE DE X 05/31/03
RURAL CELLULAR CORP MN X X 12/17/02
SAGE LIFE ASSURANCE OF AMERICA INC DE X X 12/03/02
SERACARE LIFE SCIENCES INC X 12/17/02
SOBIESKI BANCORP INC DE X X 12/18/02
SONIC AUTOMOTIVE INC DE X 12/17/02
SOUTHWESTERN WATER EXPLORATION CO CO X X 12/18/02
STEEL DYNAMICS INC IN X 12/17/02
STERLING CHEMICAL INC DE X X X 12/06/02
STRUCTURED PRODUCTS CORP DE X 12/01/02
SUN HYDRAULICS CORP FL X X 12/18/02
SYRATECH CORP DE X X 12/18/02
T REIT INC VA X X 12/03/02 AMEND
TARGETED GENETICS CORP /WA/ WA X X 12/17/02
TEAM SPORTS ENTERTAINMENT INC DE X X 12/11/02
TECO ENERGY INC FL X X 12/17/02
TRIO TECH INTERNATIONAL CA X 12/08/02
UNION ACCEPTANCE CORP IN X X 12/17/02
UNITED FINANCIAL MORTGAGE CORP IL X 12/17/02
US ENERGY CORP WY X X 12/16/02
UTAH MEDICAL PRODUCTS INC UT X 12/18/02
VENTURES NATIONAL INC UT X 08/30/02 AMEND
VERIZON COMMUNICATIONS INC DE X 12/18/02
VION PHARMACEUTICALS INC DE X X 12/16/02
VISTA GOLD CORP X 12/18/02
WASHINGTON MUTUAL MORTGAGE SECURITIES DE X X 12/18/02
WATERFORD STERLING CORP DE X X X X 12/12/02
WELLS FARGO ASSET SECURITIES CORP DE X X 12/28/02
WICKES INC DE X 12/28/02
XTO ENERGY INC DE X 12/17/02